The new clothes incident
by LipstickSmear
Summary: Smut based around season 3 episode 2 of 2 broke girls. Caroline buys new jeans and Max is so sick of her. Love confession followed by smut.


"You're the one person I care most about." Caroline almost screamed.  
"No, you are the one person I care the most about." Max interrupted.  
"Well, right now it doesn't feel that way," Caroline continued trying not to look hurt.  
"It has to feel that way! You are my best friend, Caroline! I love you," Max confessed.

Max's face scrunched up, did she just really just tell Caroline she loved her. There was a second of silence before any of the two woman said anything. "Max is that the first time you said I love you?" Caroline asked eventually. Max just nodded not wanting to open her mouth and say something stupid again. "Now what do we do?" Max asked, trying not to make the situation look like a big deal. Caroline took a step closer to Max.

"I love you too," she almost wispered before leaning towards Max and planting a soft kiss on her lips. Max couldn't believe what was happening, she'd been wanting to do this for so long but never thought Caroline felt the same. Max kissed back. Caroline got closer to Max so she was no longer leaning. Max began to deepen the kiss, her hands touching and grabbing the blonde locks of the other woman.

Caroline then brushed her tongue over Max's bottom lip, asking for entry in her mouth. Max let Caroline's tongue in to meet it with her own. The brunette then began to push Caroline towards the table in the centre of the room. Caroline started to put her hands on Max as she continued to move backwards until her body was pushing against the table.

Max pushed their bodies together, never breaking the kiss between them. The brunette took her hands away from the blonde hair and started to move some of the cupcakes on the table out of the way so there was space. She then grabbed the blonde and picked her up to sit on the table. At first Caroline let out a small scream not sure what was happening but then went back to the kiss when she realised.

The kissing continued, hands roaming across the others body and wetness increasing in their panties. Max bit lightly at Caroline's bottom lip, causing her to let out a small moan. Max then began to trail light kisses down to Caroline's neck. The brunette sucked the neck hard enough that a mark was certainly going to be left before Caroline started to push her away.

Max felt a little confused and showed it on her face. "Maybe we should do this at our place, especially with Oleg and the others all around us," Caroline pointed out. Max just nodded before helping Caroline off the table and quickly grabbing her coat. Before they left the room they looked at each other and stopped walking. Caroline softly kissed Max's lips before pulling back and telling her that her lipstick was smeared all over her face. "My lipsticks on your face too," Max laughed as she wiped her lipstick off. The pair fixed their hair and makeup then left the cupcake shop. They didn't talk to anybody on their way out, they just said goodbye to Earl.

The girls walked incredibly fast back to the apartment, wanting to rip the others clothes off as soon as possible. When they got to the apartment they spent no time getting there coats and shoes off before going back to kissing again. They made sure the door was locked before walking over to the couch, without stopping the kiss. Max began to suck and kiss Caroline's neck once again. Caroline moved her hands down to grab Max's ass. Max moaned into Caroline's neck at the touch.

Max lifted her arms up and began to pull off Caroline's shirt. The brunette then threw it onto the floor before removing her own. Caroline grew wetter at the sight of Max's massive breasts in front of her. "See something you like?" Max asked as Caroline stared. Caroline's face grew slightly red but stopped when max joined their lips together once more. One of Caroline's hands moved up from Max's ass to one of her breasts. She rubbed through the fabric, making Max moan with every touch. Caroline brought her other hand up and moved them both to the back of Max's bra. She unclipped it, freeing Max's breasts and letting Caroline get a better view.

The bra was discarded to the floor before Caroline lifted her head and sucked lightly on one of Max's erect nipples. Max continued to moan as Caroline started to lick and softly bite. Caroline's hand was touching and rubbing at Max's other breast. Caroline stopped and grabbed Max's hand. She pulled her away from the couch and towards the pink Murphy bed. Caroline pushed Max down then went back to her work of making Max moan.

Max grabbed Caroline's blonde hair and pulled her back up to her face. "I do like how you look with these jeans on, but I think I'll like you better with them off," max wispered into Caroline's ear in a low, sultry voice. Caroline moaned before she unbuttoned the new jeans and slowly pulled them down her long legs. Max lightly moaned then pulled Caroline back to her.

Caroline kissed down Max's body till she reached her jeans. Caroline slowly undid the button and zip then pulled them down and throwing them on the floor. She then kissed up Max's leg before stopping at her thigh. She licked and sucked on the skin, turning Max on even more. The brunette pushed her legs together, trying to get some friction where she really needed it.

The blonde saw what Max was doing, laughed then rubbed her lips over Max's clit through her lace panties. Max's hips jerked up causing Caroline to laugh again. The blonde began to pull down Max's soaked panties to reveal what Caroline wanted the most.

Caroline breathed in, taking Max's scent in and moaning. She saw how wet Max was for her. She slowly lowered her face so she could begin to lick Max's clit. The brunette moaned at the touch as Caroline continued to lick. Caroline licked slowly, making Max more aroused with every touch of her tongue. Max grabbed Caroline's hair and pushed her closer to her hot sex.

Caroline stopped licking and began to suck. Max moaned at the feeling as Caroline started to move her hand up towards Max's centre. Caroline teased Max's opening with the tip of her finger before pushing the digit all the way into Max. The brunette threw her head back as Caroline began to thrust her finger. "Oh god, more," Max managed to say. The blonde added another finger and quickened the thrusting. Max was so close as she moved her hips with Caroline thrusting.

Caroline curled her fingers up and Max was sent over the edge. "CAROLINE," Max screamed as she came all the blondes hand. Caroline slowed the thrusting before removing her hand completely. "That was amazing," Max whispered as she tried to slow her breathing. "I know, I was there," Caroline replied with a grin on her face. Caroline brought her fingers up to her mouth and began to lick the wetness off. Max just stared, loving every second.

Max pulled Caroline back up the bed so they were level. "I love you Caroline," Max whispered before planting a kiss on her lips once more. "I love you too," Caroline replied when their kiss broke. Max looked at the clock. "Oh fuck, we only have 5 minutes to get ready for work." The pair jumped up and quickly got ready. 11 minutes later they were ready to go. "Since we didn't get to finish this now, I'll make sure you cum while screaming my name after work," Max said with a wink and a smile. "Oh I can't wait," Caroline answered pulling Max in for another kiss.


End file.
